Louisiana independent contractor agreement template

Louisiana Independent Contractor Agreement

This Independent Contractor Agreement (the “Agreement”) is made and entered into as of this [Date] by and between:

[Client Name], located at [Client Address], with [Client EIN (if applicable)], hereinafter referred to as "Client,"

and

[Contractor Name], located at [Contractor Address], with [Contractor SSN or EIN], hereinafter referred to as "Contractor."

Independent Contractor Relationship

Option A: It is the express intention of the Parties that Contractor is an independent contractor and not an employee, agent, joint venturer, or partner of the Client. Nothing in this Agreement shall be interpreted or construed as creating or establishing an employment relationship between Client and Contractor. Contractor acknowledges that they are free to perform services for others.

Option B: Both parties acknowledge and agree that this is a non-exclusive relationship. Contractor may perform services for other clients, and Client may engage other contractors to perform similar services.

IRS Declaration: Contractor confirms that they control the manner and means of performing the services described herein and that they are not subject to the control or direction of Client regarding the details of how the services are performed. Contractor intends to operate as an independent business.

Louisiana Specific: The parties agree that this agreement cannot be interpreted to create solidary liability.

Scope of Work

Option A: Contractor shall perform the following services: [Description of Services] (the "Services").

Specific Deliverables: [List of Deliverables]

Quality Standards: [Description of Quality Standards]

Project Milestones: [List of Milestones with Dates]

Reporting Requirements: [Description of Reporting Requirements, e.g., Weekly Status Reports]

Option B: The Services will be performed at the following location: [Work Location, e.g., Client's Office, Remote, or Client-Specified Location].

Option C: Contractor shall provide all tools, equipment, and materials necessary to perform the Services, except for: [List of Client-Provided Items, if any].

Term and Termination

Option A: This Agreement shall commence on [Start Date] and shall continue for a term of [Number] [Days/Months/Years], unless earlier terminated as provided herein.

Option B: This Agreement shall commence on [Start Date] and shall continue until the completion of the Services described in Section 2, unless earlier terminated as provided herein.

Option C: Termination for Convenience: Either party may terminate this Agreement at any time, with [Number] days written notice to the other party.

Termination for Cause: Client may terminate this Agreement immediately if Contractor materially breaches this Agreement, including, but not limited to, failure to perform the Services to a reasonable standard, violation of confidentiality obligations, or any conduct that harms the Client's reputation.

Upon termination, Contractor shall immediately return all Client property, including, but not limited to, documents, data, and equipment.

Compensation

Option A: As compensation for the Services, Client shall pay Contractor a fixed fee of [Dollar Amount].

Option B: As compensation for the Services, Client shall pay Contractor at an hourly rate of [Dollar Amount].

Option C: As compensation for the Services, Client shall pay Contractor according to the following project-based fee schedule: [Project & Fee Description].

Payment Schedule: Client shall pay Contractor [Payment Schedule, e.g., Bi-weekly, Monthly, Upon Completion of Milestones].

Invoicing: Contractor shall submit invoices to Client [Method and Frequency of Invoicing].

Reimbursement: Client shall reimburse Contractor for reasonable business expenses incurred in connection with the Services, provided that Contractor submits receipts and prior written approval from Client is obtained.

Taxes: Contractor is solely responsible for payment of all applicable federal, state, and local taxes, including self-employment taxes. Client will issue IRS Form 1099-NEC to Contractor if payments exceed the threshold set by law.

Benefits and Insurance

Contractor acknowledges and agrees that they are not entitled to any employee benefits from Client, including, but not limited to, health insurance, retirement plans, paid leave, or worker's compensation.

Contractor shall maintain the following insurance coverage at its own expense: [Type of Insurance, e.g., General Liability, Professional Liability, Workers' Compensation (if required by Louisiana law)].

Minimum Coverage Amounts: [Specify Minimum Coverage Amounts]

Additional Insured: Contractor shall name Client as an additional insured on its [Type of Insurance] policy, if requested by Client.

Intellectual Property

Option A: All work product, inventions, or other intellectual property produced by Contractor in connection with the Services shall be owned exclusively by Client and shall be deemed "work made for hire" to the fullest extent permitted by law.

Option B: Contractor shall retain ownership of all intellectual property created prior to this agreement. All work product, inventions, or other intellectual property produced by Contractor in connection with the Services shall be owned exclusively by Client, subject to a limited license granted back to Contractor for [Describe License, e.g., Portfolio Use].

Option C: Contractor shall retain ownership of all intellectual property created in connection with the Services. Client shall have a non-exclusive, royalty-free license to use such intellectual property for [Describe Permitted Use].

Assignment: Contractor agrees to execute any and all documents necessary to assign ownership of intellectual property to Client, as applicable.

Confidentiality

Contractor agrees to hold confidential all proprietary or sensitive information of Client, including, but not limited to, trade secrets, customer lists, financial information, and business plans (the "Confidential Information").

Contractor shall not disclose Confidential Information to any third party without Client's prior written consent.

The obligations of confidentiality shall survive the termination of this Agreement for a period of [Number] [Years].

Non-Solicitation (Optional)

During the term of this Agreement and for a period of [Number] [Months/Years] after termination, Contractor shall not solicit, directly or indirectly, any of Client's customers, employees, or vendors.

Non-Compete (Optional - Enforceability May Vary)

During the term of this Agreement and for a period of [Number] [Months/Years] after termination, Contractor shall not engage in any business that is competitive with Client's business within a [Radius or Geographic Area] radius of [City, State].

Scope of Restriction: This restriction applies to the following types of competitive activities: [List of Restricted Activities].

Dispute Resolution

Option A: Any dispute arising out of or relating to this Agreement shall be resolved through mediation in [City, State].

Option B: Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in [City, State].

Option C: Any legal suit, action or proceeding arising out of or relating to this Agreement shall be instituted in the courts of the State of Louisiana located in [Parish, Louisiana], and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana, without regard to its conflict of law principles.

Indemnification

Contractor shall indemnify and hold Client harmless from any and all claims, damages, liabilities, costs, and expenses (including attorney's fees) arising out of or relating to Contractor's performance of the Services or breach of this Agreement.

Limitation of Liability: In no event shall Client be liable to Contractor for any indirect, incidental, consequential, or punitive damages.

Representations and Warranties

Contractor represents and warrants that they have the legal right and authority to enter into this Agreement and to perform the Services.

Contractor represents and warrants that they possess all necessary licenses and permits required to perform the Services in accordance with applicable laws and regulations.

Contractor represents and warrants that the Services will be performed in a professional and workmanlike manner.

Louisiana-Specific Clauses

Control and Direction: Client shall not exercise substantial control or direction over the manner or means by which Contractor performs the Services, consistent with Louisiana Civil Code Article 1779.

Legitimate Business Independence: Contractor affirms that they operate a legitimate and independent business, with its own separate business organization, facilities, and equipment.

Proof of Contractor Status: Contractor agrees to provide Client with reasonable documentation evidencing its independent contractor status, such as business licenses, insurance policies, and tax returns.

Workers’ Compensation: Client is not obligated to provide workers’ compensation insurance coverage to Contractor. Contractor is responsible for securing their own workers’ compensation coverage if required by law.

Interpretation: This Agreement shall be interpreted in accordance with the Louisiana Civil Code.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

Amendment

This Agreement may be amended only by a written instrument signed by both parties.

Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Notice

All notices required or permitted under this Agreement shall be in writing and shall be deemed effectively given upon personal delivery or upon deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, addressed to the other party at the address set forth above.

Assignment

Neither party may assign this Agreement without the prior written consent of the other party.

Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

Electronic Signatures

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Electronic signatures shall be accepted as original signatures.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[Client Name]

By: [Client Representative Name]

Title: [Client Representative Title]

[Contractor Name]

By: [Contractor Signature]

Title: [Contractor Title (if applicable)]